All The Things You Are — Chord Changes & Harmonic Analysis
- Composer:
- Jerome Kern
- Year:
- 1939
- Key:
- Ab major
- Form:
- AABA (36 bars)
- Style:
- Jazz Standard
- Tempo:
- 100–200 BPM
One of the most harmonically rich standards in the jazz repertoire, famous for its sophisticated journey through multiple key centers. The tune modulates through four different keys (Ab, C, Eb, G, E) before returning home, making it an excellent study piece for understanding key modulation and ii-V-I progressions in various tonalities.
About This Standard
Composed by Jerome Kern with lyrics by Oscar Hammerstein II for the 1939 Broadway musical Very Warm for May, All the Things You Are is widely considered one of the most harmonically sophisticated standards in the jazz repertoire. Its unusual 36-bar form and movement through three distinct key centers (Ab major, C major, and Eb major) challenged and delighted jazz improvisers from bebop onwards.
Notable recordings:
- Charlie Parker — (recorded multiple times)
- Bill Evans — Portrait in Jazz (1959)
- John Coltrane — (various recordings)
- Sonny Rollins — (various recordings)
- Clifford Brown & Max Roach — Study in Brown (1955)
Chord Changes
Notation
Section-by-Section Analysis
Summary
Opens in Ab major with a vi-ii-V-I progression, then immediately modulates to C major via ii-V-I
Harmonic Insight
The opening establishes Ab as home, but bars 5-7 execute a smooth modulation up a major third to C. This is a signature move of the tune - starting on the relative minor (Fm7) creates harmonic ambiguity that makes the eventual modulation feel natural.
Scale Guide
- Fm7: F Dorian (F G Ab Bb C D Eb)
- Bbm7: Bb Dorian (Bb C Db Eb F G Ab)
- Eb7: Eb Mixolydian (Eb F G Ab Bb C Db) or Eb Bebop Dominant
- Abmaj7: Ab Ionian (Ab Bb C Db Eb F G)
- Dbmaj7: Db Lydian (Db Eb F G Ab Bb C)
- Dm7: D Dorian (D E F G A B C)
- G7: G Mixolydian (G A B C D E F) or altered scale
- Cmaj7: C Ionian (C D E F G A B)
Practice Tips
- Practice the vi-ii-V-I in Ab (Fm7-Bbm7-Eb7-Abmaj7) as a unit until smooth
- The modulation from Ab to C happens via Dbmaj7 acting as a pivot - it's IV in Ab but also related to ii in C
- Voice lead smoothly from Dbmaj7 to Dm7 - many common tones and stepwise motion
- Listen to how the melody uses guide tones to make the modulation seamless
- Try playing the progression in both Ab and C major to understand the modulation pattern
Harmonic Analysis
All the Things You Are has a 36-bar AABA form (with a 4-bar coda) that cycles through three key centers. The A section establishes Ab major through a vi-ii-V-I progression (Fm7→Bbm7→Eb7→Abmaj7→Dbmaj7→G7), then the second A tonicizes C major (Cm7→Fm7→Bb7→Ebmaj7→Abmaj7→D7). The bridge resolves to G major (Gmaj7→Am7→D7) before the final A returns to Ab major. This multi-tonic structure — cycling through Ab, C, and Eb — requires improvisation across three different harmonic areas within a single chorus.